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APS Bank Plc

Earnings Release Jul 31, 2025

2061_rns_2025-07-31_864d976e-c574-4a3d-9ad4-538c74e95e4e.pdf

Earnings Release

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Company Announcement

Interim Financial Update – 1H2025

Date of announcement: 31 July 2025 Reference number: APSB90

The following is a Company Announcement by APS Bank plc (or the "Bank" or the "Group", as the reference may imply) pursuant to the Capital Markets Rules issued by the Malta Financial Services Authority.

Quote

The Board of Directors of APS Bank plc met on 31 July 2025 and approved the attached Condensed Interim Financial Statements for the period ended 30 June 2025.

Against a backdrop of ongoing global adjustment, with elevated geopolitical tensions, new trade tariffs threatening supply chains, persisting financial markets uncertainty and other disruptions causing economies to move at different speeds, the Maltese economy remained fairly resilient and continued a solid growth path. The Bank's results for the period under review confirm the turnaround in operating revenues and profitability in the second quarter already anticipated when the 1Q 2025 numbers were reported, which performance is expected to strengthen further in the second half of the year.

The following is an extract from the Condensed Interim Financial Statements for the period ended 30 June:

The Group The Bank
Jun-25 Jun-24 Jun-25 Jun-24
€ mio € mio € mio € mio
Profit before tax 9.1 10.1 10.2 9.9
Net interest income 35.6 33.2 34.8 32.3
Operating income before net impairments 40.8 38.5 41.4 38.2
Operating costs (31.6) (27.0) (30.8) (26.3)
Net impairment losses (0.5) (2.0) (0.5) (2.0)
% % % %
ROAE 3.3 5.0 3.9 4.8
Cost/Income 77.4 70.0 74.2 68.8
Jun-25 Dec-24 Jun-25 Dec-24
€ mio € mio € mio € mio
Loan book 3,335 3,193 3,335 3,193
Cash and bank balances 386 404 383 402
Debt securities 429 387 429 387
Customer deposits 3,850 3,671 3,851 3,672
Total equity 309 310 302 300
Total assets/liabilities 4,323 4,161 4,315 4,152
% % % %
Capital Adequacy Ratio 20.6 20.1 20.6 20.1

Financial Performance

For the period under review, APS Bank plc delivered a pre-tax profit of €9.1 million (1H 2024: €10.1 million) at Group level and €10.2 million (1H 2024: €9.9 million) at Bank level. Net operating income grew by a healthy 10.6% relative to the first half of 2024, but this was offset by material one-off costs, including higher contributions to the Depositor Compensation Scheme and fees related to the advisory and due-diligence work in connection with the exercise to acquire HSBC Bank Malta plc.

  • a) APS Group reported an interest income of €60.1 million for 1H 2025, an increase of €4.1 million (7.3%) on 1H 2024. Interest income growth was primarily propelled by the Group's core retail and commercial lending portfolios. Although there was a notable decline in interest income from syndicated loans compared to the previous year, this was more than offset by an increase in interest income from loans and advances, driven by growth in both retail, commercial and inter-bank lending.
  • b) Interest payable amounted to €24.5 million for the six months ended 30 June 2025, up by 7.0% on the €22.9 million of the corresponding period in 2024. The increase is consistent with the year-on-year growth in customer balances and reflects the expanding customer base and a commitment to offer competitive rates in a dynamic market environment. Importantly, funding costs have been decreasing thanks to a realignment in pricing and in favour of overnight and demand deposits.
  • c) The Bank's interest pricing is resulting in a strengthening of the Net Interest Margin (NIM), becoming more in evidence during 2Q 2025 compared to prior periods. This trend is supported by higher net fee and commission income which grew by 2.9% to €4.6 million (1H 2024: €4.5 million), in line with the Group`s broader upward trend and mainly driven by income from advances, card and other transaction banking.
  • d) Other operating income of €0.5 million decreased by €0.3 million compared to 1H 2024. At Bank level, a strategic partial divestment of shares in a sub-fund generated a gain of €0.7 million during the first six months, partly offset at Group level by adverse foreign exchange movements, reflecting broader market volatility.
  • e) Net impairment losses for 1H 2025 totalled €0.5 million (1H 2024: €2.0 million), marking a significant reduction compared to the prior year which had recorded credit charges on the commercial and syndicated loan portfolios (not repeated in the current reporting period). This performance attests to the sustained credit quality and underwriting standards of the Group's lending portfolio, also resulting in a Non-Performing Loans (NPL) ratio of 1.4% - representing a drop of 0.5 percentage points compared to 1H 2024.
  • f) For the six months under review, operating expenditure amounted to €31.6 million, a 17.0% increase over the corresponding period of 2024. The rise in costs is primarily due to Depositor Compensation Scheme contributions, plus higher regulatory and supervision fees, technology, security and due-diligence advisory expenses. Cost-to-income ratio rose to 77.4% (1H 2024: 70.0%).

Financial Position

g) Group assets stood at €4.3 billion, up by 3.9% from December 2024. The main growth streams were:

  • Net loans and advances to retail and corporate customers which rose by €158.9 million, while loans to banks increased by €25.8 million, with the loan book reaching €3.2 billion. In addition, debt securities grew by €42.4 million, further contributing to the overall growth.

  • Offsetting the aforementioned expansion, cash balances held with the Central Bank of Malta reduced by €43.7 million as previously accumulated liquidity was employed in interest-bearing securities. This was followed by a contraction in the syndicated loan portfolio, which decreased by €17.0 million.

h) Total liabilities closed at €4.0 billion, up by 4.2% over December 2024. Key contributors to this growth were:

  • Customer deposit balances which increased by €179.5 million, underscoring a trajectory of growth that aligns with the broader strategic expansion of the business base. Notably, the portfolio experienced a reallocation towards overnight balances, thereby enhancing the Bank's funding efficiency and contributing to more optimal cost of funding.

i) Total equity at the end of 1H 2025 was €308.8 million, dipping by €1.1 million from the €309.9 million of 31 December 2024. The movement in equity was primarily attributable to:

- The distribution of a cash dividend amounting to €5.9 million, which was partially offset by the recognition of a profit of €4.9 million, alongside the issuance of a scrip dividend in respect of the financial year ended 31 December 2024 of which €0.7 million was retained within equity.

j) The Bank's CET1 ratio stood at 15.0% (Dec-2024: 14.6%) and the Capital Adequacy Ratio at 20.6% (Dec-2024: 20.1%).

Dividend

The Board is declaring the payment in cash of an interim net dividend of €1,800,000 (gross dividend of €2,769,231), subject to regulatory approval. The net dividend equates to €0.00472 cents per ordinary share (gross dividend of €0.00726 cents per ordinary share) and will be paid to shareholders appearing on the Register of the Central Securities Depository on 1 September 2025 (last trading day 28 August 2025), with payment taking place on 19 September 2025.

CEO Marcel Cassar commented:

"We are pleased to report a performance that is best described as one of two quarters, rather than a first half. After peaking in 2024, the reduction in ECB interest rates is continuing to help the Bank's funding costs and ease margin pressures, resulting in a rebound in net interest income for 2Q which made it one of the best quarters ever – a trend that is expected to accelerate in the second half. These and other measures are strengthening profitability and improving efficiency ratios, with capital and liquidity indicators remaining strong and asset quality at a multi-year high. We have been able to do all this while remaining competitive with our pricing and continuing to invest in our ongoing transformation, introducing new products and digital channels, simplifying the banking experience and reinforcing customer engagement.

APS Bank and Group remain on a growth trajectory, with renewed focus on organic development by consistently improving our product and service offerings, seeking to cross-sell more and extract greater share of wallet. At the same time, we continue to pursue inorganic opportunities, aimed at gaining more scale and market share as we increasingly become the 'everyday bank of choice' for our growing customer base – from young families, to SMEs, to important corporates. Being now the second largest lender to the Maltese economy, we are mindful of our growing systemic responsibility towards both local and international enterprise, and plans are at an advanced stage for a Rights Issue of ordinary equity shares to take place in 4Q 2025. Further details about this important capital raise will be released in the coming weeks, as we approach another milestone aimed at creating greater value for our many stakeholders."

The Condensed Interim Financial Statements for the period ended 30 June 2025 can also be viewed on the Bank's website https://www.apsbank.com.mt/investor-relations/.

Unquote

Graziella Bray B.A., LL.D, FCG Company Secretary

CONDENSED INTERIM FINANCIAL STATEMENTS 30 June 2025

Page
Directors' Report Pursuant to Capital Markets Rule 5.75.2 3
Statement of Directors' Responsibilities Pursuant to Capital
Markets Rules 5
Statements of Profit or Loss 6
Statements of Comprehensive Income 7
Statements of Financial Position 8
Statements of Changes in Equity 9
Statements of Cash Flows 11
Notes to the Condensed Interim Financial Statements 12
Independent Review Report on Condensed Interim Financial
Statements 27
Performance Ratios 29

The first half of 2025 has unfolded against a backdrop of ongoing global adjustment, with economies moving at different speeds as they manage the lingering effects of recent disruptions. Inflation, although easing in some areas, remains a key concern with central banks cautiously shifting towards more accommodative policies to balance growth and price stability. And the growing threat of new trade tariffs has heightened concerns around global supply chains, inflation dynamics, and investment sentiment.

Geopolitical tensions have also remained elevated, with the risk of new conflicts continuing to cast a shadow over global markets. These developments have had a pronounced impact on energy prices, global trade flows, and overall investor sentiment. Financial market volatility persists, with equity markets displaying resilience amid uncertainty.

Domestically, the Maltese economy continued a solid growth path, building on last year's strong performance, and supported by robust tourism figures, resilient exports of goods and services, low unemployment and sustained private consumption. As a result, GDP growth for the year is forecast to remain healthy at around 4.0%. Meanwhile, ongoing government measures to shield households and businesses from energy price volatility and to contain inflation are placing continued strain on public finances. Nonetheless, both the national debt and fiscal deficit remain broadly under control.

For the period under review, APS Bank plc delivered a pre-tax profit of €9.1 million (1H 2024: €10.1 million) at Group level and €10.2 million (1H 2024: €9.9 million) at Bank level. Net operating income grew by a healthy 10.6% relative to the first half of 2024, but this was offset by material one-off costs, including higher contributions to the Depositor Compensation Scheme and fees related to the advisory and duediligence work in connection with the exercise to acquire HSBC Bank Malta plc.

  • a) APS Group reported an interest income of €60.1 million for 1H 2025, an increase of €4.1 million (7.3%) on 1H 2024. Interest income growth was primarily propelled by the Group's core retail and commercial lending portfolios. Although there was a notable decline in interest income from syndicated loans compared to the previous year, this was more than offset by an increase in interest income from loans and advances, driven by growth in both retail, commercial and inter-bank lending.
  • b) Interest payable amounted to €24.5 million for the six months ended 30 June 2025, up by 7.0% on the €22.9 million of the corresponding period in 2024. The increase is consistent with the year-on-year growth in customer balances and reflects the expanding customer base and a commitment to offer competitive rates in a dynamic market environment. Importantly, funding costs have been decreasing thanks to a realignment in pricing and in favour of overnight and demand deposits.
  • c) The Bank's interest pricing is resulting in a strengthening of the Net Interest Margin (NIM), becoming more in evidence during 2Q 2025 compared to prior periods. This trend is supported by higher net fee and commission income which grew by 2.9% to €4.6 million (1H 2024: €4.5 million), in line with the Group`s broader upward trend and mainly driven by income from advances, card and other transaction banking.
  • d) Other operating income of €0.5 million decreased by €0.3 million compared to 1H 2024. At Bank level, a strategic partial divestment of shares in a sub-fund generated a gain of €0.7 million during the first six months, partly offset at Group level by adverse foreign exchange movements, reflecting broader market volatility.
  • e) Net impairment losses for 1H 2025 totaled €0.5 million (1H 2024: €2.0 million), marking a significant reduction compared to the prior year which had recorded credit charges on the commercial and syndicated loan portfolios (not repeated in the current reporting period). This performance attests to the sustained credit quality and underwriting standards of the Group's lending portfolio, also resulting in a Non-Performing Loans (NPL) ratio of 1.4% - representing a drop of 0.5 percentage points compared to 1H 2024.
  • f) For the six-months under review, operating expenditure amounted to €31.6 million, a 17.0% increase over the corresponding period of 2024. The rise in costs is primarily due to Depositor Compensation Scheme contributions, plus higher regulatory and supervision fees, technology, security and due-diligence advisory expenses. Cost-to-income ratio rose to 77.4% (1H 2024: 70.0%).

g) Group assets stood at €4.3 billion, up by 3.9% from December 2024. The main growth streams were:

  • Net loans and advances to retail and corporate customers which rose by €158.9 million, while loans to banks increased by €25.8 million, with the loan book reaching €3.2 billion. In addition, debt securities grew by €42.4 million, further contributing to the overall growth.
  • Offsetting the aforementioned expansion, cash balances held with the Central Bank of Malta reduced by €43.7 million as previously accumulated liquidity was employed in interest-bearing securities. This was followed by a contraction in the syndicated loan portfolio, which decreased by €17.0 million.

h) Total liabilities closed at €4.0 billion, up by 4.2% over December 2024. Key contributors to this growth were:

  • Customer deposit balances which increased by €179.5 million, underscoring a trajectory of growth that aligns with the broader strategic expansion of the business base. Notably, the portfolio experienced a reallocation towards overnight balances, thereby enhancing the Bank's funding efficiency and contributing to more optimal cost of funding.
  • i) Total equity at the end of 1H 2025 was €308.8 million, dipping by €1.1 million from the €309.9 million of 31 December 2024. The movement in equity was primarily attributable to:
    • The distribution of a cash dividend amounting to €5.9 million, which was partially offset by the recognition of a profit of €4.9 million, alongside the issuance of a scrip dividend in respect of the financial year ended 31 December 2024 of which €0.7 million was retained within equity.
  • j) The Bank's CET1 ratio stood at 15.0% (Dec-2024: 14.6%) and the Capital Adequacy Ratio at 20.6% (Dec-2024: 20.1%).

At the Annual General Meeting of May 2025, shareholders approved the payment of a net scrip dividend of €6,450,000 (gross dividend of €9,923,077) at an attribution price of €0.57. A total of 1,246,433 new ordinary shares were issued as part of the distribution, marking a drop on the take-ups of previous financial years and reflecting a more prudent and measured approach by investors in market conditions of low liquidity and relative volatility.

The Board is declaring the payment in cash of an interim net dividend of €1,800,000 (gross dividend of €2,769,231), subject to regulatory approval. The net dividend equates to €0.00472 cents per ordinary share (gross dividend of €0.00726 cents per ordinary share).

As global trade indicators increasingly show signs of tariff-related strains, a slowdown in 2H 2025 is expected which could translate into global growth ebbing to 2.4% this year before modestly recovering to 2.5% in 2026. Recent data suggests that economic activity in Malta remained resilient in 1H 2025 but with real GDP growth set to ease from 6.0% in 2024 to 4.0% in 2025. Growth is set to moderate further in the following two years, reaching 3.3% in 2027. Domestic demand is expected to be the main driver of growth, led by private consumption and tourism, while investment should also continue to recover. Going forward, inflation is projected to stand at 2.3% in 2025 and expected to ease further to 2.1% in 2026, reflecting a decline in food inflation.

APS Bank's first half performance is marked by a strong rebound in net banking income for 2Q which is expected to accelerate for the rest of the year, as capital and liquidity indicators remain strong and asset quality at a multi-year high. After peaking in 2024, the reduction in ECB interest rates is expected to continue helping the Bank's funding costs and a widening of its NIM, which will increasingly contribute to a pickup in profitability and efficiency ratios. This is thanks to the curated strategy initiated in 2024 aimed at achieving more scale and economies, becoming the 'everyday bank of choice' with a wider suite of products, services and channels. This strategy is now enabling the Bank to deliver consistently better offerings and digital innovation, with potential to cross-sell more and extract greater share of wallet from its growing customer base.

STATEMENT OF DIRECTORS' RESPONSIBILITES PURSUANT TO CAPITAL MARKETS RULES

The Directors are responsible for the presentation of the condensed interim financial statements in accordance with the recognition and measurement principles of International Reporting Standards as adopted by the EU and the presentation and disclosure requirements of IAS 34 Interim Financial Reporting. In preparing the condensed interim financial statements, the Directors should:

  • · Select suitable accounting policies and apply them consistently;
  • · Make judgements and estimates that are reasonable; and
  • · Prepare the financial statements on a going concern basis, unless it is inappropriate to presume that the Group will continue in business as a going concern.

The Directors are responsible for ensuring that proper accounting records are kept which disclose with reasonable accuracy at any time the financial position of the Group. This responsibility includes designing, implementing and maintaining such internal controls as the Directors determine is necessary to enable the preparation of these condensed interim financial statements that are from material misstatement, whether due to fraud or error. The Directors are also responsible for safeguarding the Group, and hence for taking reasonable steps for the prevention and detection of fraud and other irregularities.

MARTIN SCICLUNA Chairman

NOEL MIZZI Director

31 July 2025

The Group The Bank
Jun-25 Jun-24 Jun-25 Jun-24
Note €000 €000 €000 €000
Interest and similar income:
On loans and advances and balances with
the Central Bank of Malta 56,539 52,413 56,539 52,413
On debt and other fixed income instruments 3,575 3,626 2,710 2,735
Total interest and similar income 60,114 56,039 59,249 55,148
Interest expense (24,483) (22,889) (24,483) (22,889)
Net interest income 35,631 33,150 34,766 32,259
Fee and commission income 6.549 5.643 5,886 5,110
Fee and commission expense (1,952) (1,174) (1,876) (1,164)
Net fee and commission income 4,597 4,469 4,010 3,946
Dividend income 244 81 1,060 899
Net (losses)/gains on foreign exchange (534) 645 348 357
Net gains from derecognition of financial assets at
amortised cost 596 596
Net gains/(losses) on other financial instruments 664 (609) 1,0999 (2)
Other operating income 158 163 158 163
Operating income before net impairments 40,760 38,495 41,441 38,218
Net impairment losses 3 (453) (2,045) (453) (2,045)
Net operating income 40,307 36,450 40,988 36,173
Employee compensation and benefits (15,990) (14,310) (15,575) (13,947)
Other administrative expenses (12,586) (9,890) (12,213) (9,581)
Depreciation of property and equipment (901) (1,013) (901) (1,013)
Amortisation of intangible assets (1,701) (1,443) (1,701) (1,443)
Depreciation of right-of-use assets (377) (304) (377) (304)
Operating expenses (31,555) (26,960) (30,767) (26,288)
Net operating profit before associates' results 8,752 9,490 10,221 9,885
Share of results of associates, net of tax 391 દાંતે
Profit before tax 9,143 10,109 10,221 9,885
Income tax expense 5 (4,284) (3,175) (4,251) (3,137)
Profit for the period 4,859 6,934 5,970 6,748
Profit for the period attributable to:
Equity holders of the parent 4,874 6,835 5,970 6,748
Non-controlling interest (15) පිටි
4,859 6,934 5,970 6,748
Basic and diluted earnings per share ర్ 1.3c 1.8c 1.6c 1.8c
The Group The Bank
Jun-25
€000
Jun-24
€000
Jun-25
€000
Jun-24
€000
Profit for the period 4,859 6.934 5,970 6,748
Other comprehensive income/(loss):
Items that may be subsequently reclassified to
profit and loss:
Change in fair value on debt instruments
measured at fair value through other
comprehensive income (FVTOCI)
Release of fair value on disposal of debt
1,415 (535) 1,415 (535)
instruments measured at FVTOCI
Deferred income tax related to the
components of other comprehensive income
(519) 2 (519) 2
(OCI) (74) (17) (74) (17)
Other comprehensive income/(loss) for the
period, net of tax
822 (550) 822 (550)
Total comprehensive income for
the period, net of tax
5,681 6,384 6,792 6,198
Total comprehensive income for
the period attributable to:
Equity holders of the parent
Non-controlling interest
5,696
(15)
6,285
ਰੇਰੇ
6,792 6,198
5,681 6,384 6,792 6.198

STATEMENTS OF FINANCIAL POSITION

as at 30 June 2025

The Group The Bank
Jun-25 Dec-24 Jun-25 Dec-24
Note €000 €000 €000 €000
ASSETS
Cash and balances with Central Bank of Malta 335,944 379,653 335,944 379,653
Loans and advances to banks 49.886 24,057 47,469 22,027
Financial assets at fair value through profit or loss 43,638 45,441
Syndicated loans 163,111 180,097 163,111 180,097
Loans and advances to customers 3,171,930 3,013,014 3,171,930 3,013,014
Derivative assets held for risk management 2,357 2,607 2,357 2,422
Other debt and fixed income instruments 429,406 386,988 428,657 386,589
Equity and other non-fixed income instruments 5,961 6,190 5,961 6,190
Investment in subsidiaries 40,251 40,251
Investment in associates 14,214 16,204 14,299 15,749
Investment properties 13,227 13,227 13,227 13,227
Property and equipment 7 49,429 49,730 49,429 49,730
Intangible assets 7 21,332 20,742 21,332 20,742
Right of use assets 3,850 4,185 3,850 4,185
Other receivables 14,598 12,860 13,081 12,534
Current tax assets 3,916 5,700 3,894 5,457
Deferred tax assets 457 457
TOTAL ASSETS 4,322,799 4,161,152 4,314,792 4,152,324
LIABILITIES
Derivative liabilities held for risk management 2,357 2,892 2,357 2,422
Amounts owed to banks 2,333 28,609 2,333 28,609
Amounts owed to customers 3,850,116 3,670,650 3,851,128 3,671,739
Lease liabilities 4,061 4,366 4,061 4,366
Accruals 23,902 22,433 22,141 22,611
Debt securities in issue 104,261 104,210 104,261 104,210
Other liabilities 26,773 18,068 26,768 18,047
Deferred tax liabilities 157 157
TOTAL LIABILITIES 4,013,960 3,851,228 4,013,206 3,852,004
EQUITY
Share capital 12 95,394 94,902 95,394 94,902
Share premium 12 53,114 52,467 53,114 52,467
Revaluation reserve 20,137 19,315 20,137 19,315
Retained earnings 127,036 128,612 132,790 133,270
Other reserves 151 366 151 366
Attributable to equity holders of the parent 295,832 295,662 301,586 300,320
Non-controlling interest 13,007 14,262
TOTAL EQUITY 308,839 309,924 301,586 300,320
TOTAL LIABILITIES AND EQUITY 4,322,799 4,161,152 4,314,792 4,152,324
MEMORANDUM ITEMS
Contingent liabilities 32,455 32,630 32,455 32,630
Commitments 1,254,841 1,184,054 1,254,841 1,184,054

The interim financial statements were approved by the Board of Directors and authorised for issue on 31 July 2025 and signed on its behalf by:

MARTIN SCICLUNA Chairman

S

MARCEL CASSAR Chief Executive Officer

ackin

NOEL MIZZI Director

Mill

RONALD MIZZI Chief Financial Officer

Attributable to equity holders of the parent
---------------------------------------------- -- -- -- --
The Group Share
capital
€000
Share
premium
€000
Revaluation
reserve
€000
Retained
earnings
€000
Other
reserves
€000
Total
€000
Non-
controlling
interest
€000
Total
€000
PERIOD ENDED 30 JUNE 2025
Balance at 1 January 2025
94,902 52,467 19,315 128,612 366 295,662 14,262 309,924
Profit for the period
Other comprehensive income
822 4,874 4,874
822
(15) 4,859
822
Total comprehensive
income/(loss)
822 4,874 5,696 (15) 5,681
Share incentive plan - Value of
employee services (Note 4)
215 215 215
Share incentive plan - Vesting of
shares (Note 4)
181 249 (430)
Dividends to equity holders
(Note 11)
311 398 (6,450) (5,741) (156) (5,897)
Net share capital redemptions
by subsidiary company
(1,084) (1,084)
Balance at 30 June 2025 95,394 53,114 20,137 127,036 151 295,832 13,007 308,839
PERIOD ENDED 30 JUNE 2024
Balance at 1 January 2024
94,451 51,907 7,905 118,508 293 273,064 14,364 287,428
Profit for the period
Other comprehensive loss
Total comprehensive
(loss)/income
(550) 6,835 6,835
(550)
ರಿಗಿ 6,934
(550)
(550) 6,835 6,285 ਰੇਰੇ 6,384
Share incentive plan - Value of
employee services (Note 4)
Share incentive plan - Vesting of
shares (Note 4)
Dividends to equity holders
(Note 11)
193 193 193
127 207 (334)
324 388 (5,495) (4,783) (144) (4,927)
Net share capital issued by
subsidiary company
842 842
Balance at 30 June 2024 94,902 52,502 7,355 119,848 152 274,759 15,161 289,920
The Bank Share
capital
€000
Share
premium
€000
Revaluation
reserve
€000
Retained
earnings
€000
Other
reserves
€000
Total
€000
PERIOD ENDED 30 JUNE 2025
Balance at 1 January 2025
94,902 52,467 19,315 133,270 366 300,320
Profit for the period
Other comprehensive income
822 5,970 5,970
822
Total comprehensive income 822 5,970 6,792
Share incentive plan - Value of
employee services (Note 4)
Share incentive plan - Vesting of
215 215
shares (Note 4)
Dividends to equity holders (Note 11)
181
311
249
398
(6,450) (430) (5,741)
Balance at 30 June 2025 95,394 53,114 20,137 132,790 151 301,586
PERIOD ENDED 30 JUNE 2024
Balance at 1 January 2024
94,451 51,907 7,905 123,768 293 278,324
Profit for the period
Other comprehensive loss
(550) 6,748 6,748
(550)
Total comprehensive (loss)/income (550) 6,748 6,198
Share incentive plan - Value of
employee services (Note 4)
Share incentive plan - Vesting of
193 193
shares (Note 4) 127 207 (334)
Dividends to equity holders (Note 11) 324 388 (5,495) (4,783)
Balance at 30 June 2024 94,902 52,502 7,355 125,021 152 279,932
The Group The Bank
Jun-25 Jun-24 Jun-25 Jun-24
€000 €000 €000 €000
OPERATING ACTIVITIES
Interest and commission receipts 63.349 56,716 61,835 55,354
Interest and commission payments (26,664) (23,137) (26,315) (22,844)
Cash paid to employees and suppliers (27,949) (26,141) (27,446) (25,765)
Operating profit before changes in operating
assets and liabilities 8,736 7,438 8,074 6,745
(Increase)/decrease in operating assets
Loans and advances to customers/syndicated loans (142,305) (140,538) (142,305) (140,538)
Loans and advances to banks 500 500
Reserve deposit with Central Bank of Malta (3,307) (1,077) (3,307) (1,077)
Other assets (83) 379
Increase/(decrease) in operating liabilities
Amounts owed to customers 179,466 158,842 179,389 159,219
Amounts owed to banks (765) (774) (765) (774)
Other liabilities 9,929 338 9,098 રિર્સ
Net cash generated from operating activities before tax 51,671 25,108 50,184 24,138
Income tax paid (1,909) (2,029) (2,081) (2,008)
Net cash flows generated from operating activities 49,762 23,079 48,103 22,130
INVESTING ACTIVITIES
Dividends received 490 351 1,060 899
Interest income from debt securities 2,652 3,268 2,649 3,268
Purchase of debt instruments measured at FVTOCI (164,352) (10,803) (164,352) (10,803)
Proceeds on disposal of debt instruments measured at
FVTOCI 62,060 30,930 62,060 30,930
Purchase of debt instruments measured at amortised cost (85,785) (85,283)
Proceeds on disposal and maturities of debt instruments
measured at amortised cost
147,804 8,175 147,654 8,175
Purchase of financial assets measured at FVTPL (21,394) (14,707)
Proceeds on disposal of financial assets at FVTPL 22,282 13,830
Purchase of equity investments (47) (47)
Additional investment in associate (1,000) (1,000) (1,000) (1,000)
Proceeds from disposal of investment in associates 2,450 2,450
Purchase of property, equipment and intangible assets (3,267) (5,939) (3,267) (5,939)
Net cash flows (used in)/from investing activities (38,060) 24,058 (38,029) 25,483
FINANCING ACTIVITIES
Dividends paid (5,897) (4,927) (5,741) (4,783)
Amounts received on creation of shares by subsidiaries 155 1,203
Amounts paid on redemption of shares by subsidiaries (1,240) (361)
Cash payment for the principal portion of lease liability (391) (350) (391) (350)
Net cash flows used in financing activities (7,373) (4,435) (6,132) (5,133)
Net increase in cash and cash equivalents 4,329 42,702 3,942 42,480
Cash and cash equivalents at 1 January 346,767 82,487 344,737 81,939
Cash and cash equivalents at 30 June 351,096 125,189 348,679 124,419

for the period ended 30 June 2025

CORPORATE INFORMATION 1.

APS Bank plc is incorporated and domiciled in Malta as a public limited company under the Companies Act, Cap. 386 of the Laws of Malta. The registered office of APS Centre, Tower Street, Birkirkara, BKR 4012 and the registration number is C2192.

APS Group comprises APS Bank plc, ReAPS Asset Management Limited and APS Diversified Bond Fund (subfund of APS Funds SICAV plc). The Group also has a significant investment in its associates IVALIFE Insurance Limited and in the following sub-funds of APS Funds SICAV plc - APS Income Fund, APS Ethical Cautious Fund, APS Ethical Adventurous Fund and APS Ethical Balanced Fund.

2. BASIS OF PREPARATION

The condensed interim financial statements have been prepared in accordance with IAS 34 Interim Financial Reporting, as adopted by the EU. The condensed interim financial statements have been extracted from the unaudited accounts for the period ended 30 June 2025 and have been reviewed in terms of ISRE 2410 Review of Interim Financial Information Performed by the Independent Auditor of the Entity.

The comparative amounts reflect the position of the Group and the Bank as included in the audited financial statements for the year ended 31 December 2024 and the unaudited results, changes in equity and cash flows for the period ended 30 June 2025.

The condensed interim financial statements do not include all the information and disclosures required in the annual financial statements and should be read in conjunction with the Group's and the Bank's annual financial statements as at 31 December 2024, which form the basis for these condensed interim financial statements. The condensed interim financial statements are intended to provide an update from the most recent audited annual financial statements and accordingly disclose material new activities, events and circumstances.

The accounting policies and methods of computation used in the preparation of these condensed interim financial statements are consistent with those used in the Bank's audited financial statements for the year ended 31 December 2024, unless otherwise disclosed below in the Section entitled 'IFRS applicable in the current year'. These policies are described in Note 2 of the audited financial statements for the year ended 31 December 2024. In preparing these condensed interim financial statements, management has made judgements and estimates that affect the application of accounting policies and that can significantly affect the amounts recognised. The significant judgements made in applying the Group's and the Bank's accounting policies and the key sources of estimation uncertainty were the same as those described in the last annual financial statements.

Use of judgements and estimates

The following are the significant judgements made in applying the Group's accounting policies, which are the same as those described in the last annual financial statements:

  • · accounting for investments in which the Group controls less than 20%;
  • fair value of investment properties;
  • fair value of land and buildings included within property and equipment; and
  • · impairment losses on financial assets.

The significant estimate which has the most significant effect on amounts recognised in the financial statements continues to relate to the impairment losses on financial assets.

for the period ended 30 June 2025

2. BASIS OF PREPARATION (continued)

Standards, interpretations and amendments to published standards, which are effective in the current year

The following amendments are effective in the current year:

• Amendments to IAS 21 - The Effects of Change in Foreign Exchange Rates - lack of exchangeability (effective for financial periods beginning on or after 1 January 2025).

The Group assessed the impact of these amendments on the condensed interim financial statemined that these did not have a material effect on the financial statements of the Group.

Standards, interpretations and amendments to published standards that are not yet effective

Up to the date of approval of these condensed interim financial statements, certain new standards, and interpretations to existing standards have been published but are not yet effective for the current reporting period and which have not been adopted early.

The following standards, interpretations and amendments have been issued by the IASB:

  • Amendments to IFRS 9 and IFRS 7 Contracts Referencing Nature-dependent Electricity (effective for financial periods beginning on or after 1 January 2026);
  • Annual Improvements Volume 11 (effective for financial periods beginning on or after 1 January 2026);
  • IFRS 19 Subsidiaries without Public Accountability: Disclosures (effective for financial periods beginning on . or after 1 January 2027);
  • IFRS 18 "Presentation and Disclosure in Financial Statements', which becomes effective (subject to endorsement by the EU) for financial periods beginning on or after 1 January 2027, will replace IAS 1 Presentation of Financial Statements. It nevertheless carries forward many of the requirements in JAS 1. The main changes brought about by IFRS 18 are the introduction of new requirements to:
    • a) present specified categories and defined subtotals in the statement of profit or loss, with special rules applicable to banks and similar entities whose main business activity is to invest in assets and/or provide financing to customers;
    • b) provide disclosures on management-defined performance measures in the financial statements, whereby information about any such alternative performance measures must be presented in a single note that must include, amongst others, reconciliations to the most directly comparable subtotal listed in IFRS 18: and
    • c) improve aggregation and disaggregation by including which characteristics to consider when assessing whether items have similar or dissimilar characteristics; and
  • Amendments to the Classification and Measurement of Financial Instruments to IFRS 9 and IFRS 7), which become effective for financial periods beginning on or after 1 January 2026:
    • a) permit an entity to deem a financial liability (or part of it) that will be settled in cash using an electronic payment system to be discharged before the settlement date if specified criteria are met. including that the entity neither has the practical ability to access the cash or to withdraw, stop or cancel the payment instruction, nor has any significant settlement risk;
    • b) provide clarification on the assessment of whether the contractual cash flows on a financial asset represent solely payments of principal and interest, with additional examples now provided in IFRS 9, and additional guidance on assessing:
      • a. whether contractual terms are consistent with a basic lending arrangement;
      • b. assets with non-recourse features; and
      • c. contractually-linked instruments;
    • c) introduce additional disclosures for investments in equity instruments designated at fair value through other comprehensive income; and
    • d) introduce new disclosures in relation to contractual terms that could change the timing or amount of contractual cash flows on the occurrence (or non-occurrence) of a contingent event that does not relate directly to changes in a basic lending risks and costs.

The changes resulting from the future adoption of IFRS 18 and of the amendments to IFRS 9 and IFRS 7 (Classification and Measurement of Financial Instruments) are in the process of being assessed by the Group to determine the potential effect on the financial statements of the Group and the Bank. The amendments to IFRS 7 (Contracts Referencing Nature-dependent Electricity), the Annual Improvements Volume 11, and the introduction of IFRS 19 have been determined not to have a material effect.

for the period ended 30 June 2025

3. NET IMPAIRMENT LOSSES

The following table provides the changes in loss allowance during the period for each portfolio:

The Group/The Bank Jun-25
€000
Dec-24
€000
Movement in 1H 2025
€0000
Loans and advances to banks -
amortised cost 29 23 (6)
Cash and balances with the Central
Bank of Malta 3 2 (1)
Loans and advances to customers
– amortised cost 12.969 12.823 (146)
Syndicated loans 7,272 7.388 116
Debt securities - amortised cost 124 103 (21)
Debt securities - FVTOCI 461 411 (50)
Total 20,858 20.750 (108)
Write offs during the period (345)
Net impairment losses (453)

The table hereunder analyses further the net impairment losses for the period:

The Group/The Bank Jun-25
€000
Jun-24
€000
Charge for the year:
- collective impairment (1,076) (1,300)
- individual impairment (988) (1,951)
- bad debts written off (345) (25)
(2,409) (3,276)
Reversal of write-downs:
- collective impairment 1.234 863
- individual impairment 722 368
1,956 1.231
Net impairment losses (453) (2,045)

for the period ended 30 June 2025

4. SHARE INCENTIVE PLAN AWARDS

As at 30 June 2025, the Group's share incentive plan award had three tranches out of which two tranches have outstanding share awards. In the first tranche, a total of 637,800 share awards were granted with a grant date of 12 August 2022. In the second tranche, the Group granted 713,200 share awards with a grant date of 17 August 2023. In the third tranche, the Group granted 786,800 share awards with a grant date of 23 July 2024.

The tables below summarize outstanding share awards at the year with the respective vesting period:

Grant Year Vesting Date 2025 2024
2022
2023
2024
30 June 2025
30 June 2025
30 June 2025
153.400
177.100
393,400
723,900
2023
2024
30 June 2026
30 June 2026
177,100
196,425
177,100
196,700
373,525 373.800
2024 30 June 2027 196.425 196,700
196.425 196,700
Total outstanding share awards 569,950 1,294,400

Share-based payment awards granted on 12 August 2022, had a staged vesting period of three years, ending June 2025. The estimated fair value of each share award granted is of €0.65 cents and was measured by applying the Black-Scholes valuation model components inputs were the share price at grant date of €0.65 cents, no strike price, expected dividend yield of 3.3% and a contractual life of 3 years. After the vesting period, share awards are allotted to eligible employees for no consideration.

Similar to the share-based payment awards granted in 2022, another tranche was granted on 17 August 2023, with a staged vesting period of three years, ending June 2026. The estimated fair value of each share award granted is of €0.62 cents and was measured by applying the Black-Scholes valuation model. The model components inputs were the share price at grant date of €0.62 cents, no strike price, compounded risk-free interest rate of 3.9%, annualized volatility rate of 24.0% and a contractual life of 3 years. After the vesting period, share awards are allotted to eligible employees for no consideration. Accordingly, all movements in the number of options, as well as options outstanding at the end of the reporting period, had an exercise price of nil.

During 2024, the third tranche was granted on 23 July 2024 with a staged vesting period of three years, ending June 2027. The estimated fair value of each share award granted is of €0.56 cents and was measured by applying the Black-Scholes valuation model components inputs were the share price at grant date of €0.56 cents, no strike price, compounded risk-free interest rate of 3.5%, annualized volatility rate of 28.6% and a contractual life of 3 years. After the vesting period, share awards are allotted to no consideration. Accordingly, all movements in the number of options outstanding at the end of the reporting period, had an exercise price of nil.

All plans have no vesting conditions attached to the awards other than service conditions, and hence such awards become due as soon as the vesting term ends. If employment is terminated before any vesting date, the unvested awards will be forfeited unless in case of a permissible cause when termination is the result of retirement, serious illness, injury or incapacitation, or any other situation which the Board deems justifiable. All cases of permissible causes shall be communicated in writing by the Board to the eligible employee. During the period under review 1,100 (Dec-2024: 8,750) share awards were forfeited due to termination of employment of eligible employees.

for the period ended 30 June 2025

4. SHARE INCENTIVE PLAN AWARDS (CONTINUED)

For the six months under review, the total expense arising from these share incentive plan awards amounted to €215K (Jun-24: €193K) and the weighted average remaining contractual life is 0.81 years. Furthermore, 25% of the first share incentive plan award amounting to 153,400, 25% of the second share incentive plan amounting to 177,100 and 50% of the third share incentive plan amounting to 392,850 were vested and allotted during the financial period.

A summary of share incentive awards granted is being set out below:

The Group/The Bank
Jun-25 Dec-24
As at 1 January 1,294,400 1,024,600
Granted 786,800
Vested (723,350) (508,250)
Forfeited (1,100) (8,750)
Total 569,950 1,294,400

5. INCOME TAX EXPENSE

Income tax expense is recognised in each period based on the best estimate of the weighted average annual income tax rate expected for the full financial year.

6. EARNINGS PER SHARE

The Group The Bank
Jun-25 Jun-24 Jun-25 Jun-24
cents per
share
cents per
share
cents per
share
cents per
share
Basic earnings per share 1.3 1.8 1.6 1.8

The basic earnings per share was calculated on profit attributable to shareholders of the Group; €4,874K (Jun-24: €6,835K) and profit attributable to the Bank €5,970K (Jun-24: €6,748K) divided by the weighted average number of ordinary shares outstanding during the year amounting to 381,576K; restated due to scrip dividends and options which were vested).

The Group The Bank
Jun-25 Jun-24 Jun-25 Jun-24
cents per
share
cents per
share
cents per
share
cents per
share
Diluted earnings per share 1.3 1.8 1.6 1.8

for the period ended 30 June 2025

6. EARNINGS PER SHARE (CONTINUED)

The diluted earnings per share was calculated on profit attributable to shareholders of the Group; €4,874K (Jun-24: €6,835K) and profit attributable to the Bank €5,970K (Jun-24: €6,748K) divided by the weighted average number of ordinary shares outstanding during the year, together with the weighted average number of ordinary shares that would be issued on conversion of all dilutive potential ordinary shares, amounting to 382,146K (Jun-24: 382,146K; restated due to scrip dividends).

7. TANGIBLE AND INTANGIBLE ASSETS

The following table includes a summary of the tangible assets acquired by the Group during the six months to June 2025 and the full year to 31 December 2024.

The Group/The Bank

Jun-25
€000
Dec-24
€000
Land and buildings (including improvements) 41 247
Computer software 2.277 6.000
Computer hardware 543 341
Other fixed assets 283 490

Up to the date of approval of the condensed interim financial statements the Group entered into a number of commitments amounting to €12,527K (Dec-24: €10,485K). During the period under review there were €81K disposal of assets (Dec-24: €21K).

8. RELATED PARTY DISCLOSURES

The Group's structure

The condensed interim financial statements of the Group include the financial statements of APS Bank plc and its subsidiaries, together with associates accounted for using the equity method.

During the course of its normal banking business, the Bank conducts business on commercial terms with its subsidiaries, associates, controlling parties, key management personnel and other related parties.

for the period ended 30 June 2025

8. RELATED PARTY DISCLOSURES (continued)

The following tables provide the total amount of transactions, which have been entered into by the Group and the Bank with related parties for the relevant period:

The Group The Bank
Jun-25 Jun-24 Jun-25 Jun-24
€000 €000 €000 €000
Interest and similar income:
Qualifying Shareholders
Key management personnel
Entities of the same group
16
37
132
1
21
117
16
37
132
1
21
117
Other related parties 22 13 22 13
Fee and commission income:
ReAPS Asset Management Ltd
APS Income Fund
APS Ethical Cautious Fund
APS Ethical Adventurous Fund
APS Balanced Fund
IVALIFE Insurance Limited
Qualifying Shareholders
Other related parties
205
169
109
42
27
119
63
229
170
77
26
113
77
273 283
Dividend income:
APS Diversified Bond Fund
APS Income Fund
APS Ethical Cautious Fund
APS Ethical Adventurous Fund
APS Balanced Fund
580
178
1
63
548
193
19
58
Interest payable:
Qualifying Shareholders
Key management personnel
Entities of the same group
Other related parties
19
5
12
24
20
16
11
19
5
12
24
20
16
11
Personnel expenses:
Key management personnel
2,519 3,076 2,493 3,050
General administrative expenses:
ReAPS Asset Management Ltd
Qualifying Shareholders
32 183 582
32
495
183
a) Outstanding balances with Directors:
The Group/The Bank
Jun-25
€000
Dec-24
€000
Loans and advances
Commitments
488
515
707
531

b) Outstanding balances with key management personnel:

The Group/The Bank
Jun-25 Dec-24
€000 €000
Loans and advances 9,427 10.054
Commitments 502 724

for the period ended 30 June 2025

8. RELATED PARTY DISCLOSURES (continued)

c) Balances with other related parties:

The Group/The Bank
Jun-25
€000
Dec-24
€000
Amounts due from other related parties:
Shareholders and entities with common directorship
7,842 8,102
The Group/The Bank
Jun-25 Dec-24
€000 €000
Amounts due to:
Qualifying Shareholders 6.426 2,676
Bank Directors 1,911 2,324
Other key management personnel 2,985 2,947
Entities of the same group 10,177 13.723
Other related parties 2,830 2,681

The above facilities do not involve more than the normal risk of repayment or present other unfavourable features and were made in the ordinary course of business on substantially the same terms as for comparable transactions with persons of a similar standing, or where applicable, other employees.

Included in the amounts owed to customers are term deposits of controlling parties amounting to £3,040,741 (Dec-24: €6,597,000), which bear interest at the prevailing Bank rates. Furthermore, the amounts due from other related parties include secured facilities of €7,822,200 (Dec-24: €8,080,931) and €20,015 (Dec-24: €21,171) unsecured facilities.

No guarantees were received by the related parties as at end of June 2025 (Dec-24: same). Special guarantees given to related parties amount to €356,456 (Dec-24: €365,428).

9. FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.

The Group uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

  • Level 1 Quoted (unadjusted) market prices in active markets for identical assets or liabilities;
  • · Level 2 Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly observable;
  • Level 3 Valuation techniques for which the lowest level input that is significant to the fair value . measurement is unobservable.

The level within which the fair value measurement is categorised is determined based on the lowest level of input that is significant to fair value measurement. The reporting of fair values is intended to guide users as to the amount, timing and certainty of cash flows.

for the period ended 30 June 2025

9. FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES (continued)

Fair value measurement hierarchy of the Group's and the Bank's assets and liabilities are as follows:

Fair value measurement hierarchy
The Group Level 1 Level 2 Level 3 Total
€000 €000 €000 €000
Assets as at 30 June 2025
Property and equipment
- Land and buildings 41,060 41,060
Investment properties
- Residential property 1.100 1,100
- Commercial property 12.127 12,127
Derivative assets not designated as hedges 2,357 2,357
Financial assets at FVTPL
- Fixed income instruments and investment in collective
investment schemes 43,638 43,638
Financial assets at FVTOCI
- Other debt and fixed income instruments 219,090 523 219,613
- Equity and other non-fixed income instruments 5,793 168 5,961
Total 224,883 45,995 54,978 325,856
Liabilities as at 30 June 2025
Derivative liabilities not designated as hedges 2,357 2,357
Total 2,357 2,357
Fair value measurement hierarchy
The Group Level 1 Level 2 Level 3 Total
£000 00000 £000 €000
Assets as at 31 December 2024
Property and equipment
- Land and buildings
41,051 41,051
Investment properties
- Residential property
- Commercial property
1,100
12,127
1,100
12,127
Derivative assets not designated as hedges 2,607 2,607
Financial assets at FVTPL
- Fixed income instruments and investment in collective
investment schemes
45,441 45,441
Financial assets at FVTOCI
- Other debt and fixed income instruments
- Equity and other non-fixed income instruments
114,665
6,021
523
169
115,188
6,190
Total 120,686 48,048 54,970 223,704
Liabilities as at 31 December 2024
Derivative liabilities not designated as hedges 2,892 2,892
Total 2,892 2,892

for the period ended 30 June 2025

9. FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES (continued)

Fair value measurement hierarchy
The Bank Level 1 Level 2 Level 3 Total
€000 €000 €000 €000
Assets as at 30 June 2025
Property and equipment
- Land and buildings 41,060 41,060
Investment properties
- Residential property
1,100 1,100
- Commercial property 12,127 12,127
Derivative assets not designated as hedges 2,357 2,357
Financial assets at FVTOCl
- Other debt and fixed income instruments 219,090 523 219,613
- Equity and other non-fixed income instruments 5,793 168 5,961
Total 224,883 2,357 54,978 282,218
Liabilities as at 30 June 2025
Derivative liabilities not designated as hedges 2,357 2,357
Total 2,357 2,357
Fair value measurement hierarchy
The Bank Level 1 Level 2 Level 3 Total
€000 €000 €000 €000
Assets as at 31 December 2024
Property and equipment
- Land and buildings 41,051 41,051
Investment properties
- Residential property
1,100 1,100
- Commercial property 12,127 12,127
Derivative assets not designated as hedges 2,422 2,422
Financial assets at FVTOCI
- Other debt and fixed income instruments 114,665 523 115,188
- Equity and other non-fixed income instruments 6,021 169 6,190
Total 120,686 2,422 54,970 178,078
Liabilities as at 31 December 2024
Derivative liabilities not designated as hedges 2,422 2,422

There were no reclassifications made within the fair value hierarchy and there were no changes in valuation techniques used by the Group during the period.

for the period ended 30 June 2025

9. FAIR VALUE OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES (continued)

Financial assets at fair value through profit or loss - fixed income instruments and collective investments schemes

All of the Group's financial assets at FVTPL are carried at market value using available quoted market prices.

Fair value through other comprehensive income

Fair values of debt and equity instruments classified in this category are generally based on quoted market prices, if available.

The reconciliation of Level 3 fair value measurements of financial instruments is disclosed below.

The Group/The Bank

Jun-25 Dec-24
€000 €000
Opening balance 169 ರಿಕೆ
Acquisitions 45
Fair value movement 26
Exchange rate movement (1)
Closing balance 168 169

for the period ended 30 June 2025

10. OPERATING SEGMENTS

An operating segment is a component of the Group that engages in business activities from which it may earn revenues and incur expenses. Operating results of all operating segments are regularly reviewed by the chief operating decision maker to make decisions about resources to the segment and assess its performance, and for which discrete financial information is available.

The Group has four reportable segments, as reported below. In identifying segments, Management follows the Group's service lines which make up its main products and services.

  • Retail: offers a broad range of products and services to meet the personal banking of individual customers. This includes home loans, personal loans, overdraft facilities, deposits products and other general banking activities.
  • · Commercial: offers banking products to meet the needs of commercial customers. This includes all lending facilities falling under the suite of the commercial products as well as deposit products.
  • Investment services: provides a range of products and services to meet the investment need of clients including a broad range of investment and insurance products, as well as the pension plan product and discretionary investment services.
  • · Liquidity management and structured loans: includes the management of the financial investments' portfolio, correspondent bank relationships and the trade finance and syndicated loan portfolios.

Each of these operating segments is managed separately as each requires a different client approach and expertise. As for intersegment transactions, these consist of the following transactions:

  • · The Retail is being compensated for unutilised deposits which are being used by other segments as follows; Commercial amounting to €6,35K (2024: €4,436K), Liquidity Management and Structured Loans amounting to €8,934K (2024: €5,589K). As of the previous financial year under review, the Investment Services are also being compensated for unutilised deposits, used by other segments, consisting of Commercial amounting to €992K and Liquidity Management and Structured Loans amounting to €1,399K.
  • · In addition, as of the end of the previous financial year, the compensation allocated to the operating segments, has been also extended to capture other specific deposits. This compensation is being charged to other cost centres. The operating segments are being compensated as follows; Retail compensated with an amount of €492K, Investment services compensated with an amount of €4,100K, Commercial compensated with an amount of €15K and Liquidity Management and Structured Loans compensated with an amount of €2,867K.

The compensation rate is based on the price charged to unrelated customers in a stand-alone sale of identical services. The total amount of the intersegment transactions amount to €25,133K (2024: €10,025K), of which €7,474K being linked to deposits held for Regulatory purposes, are not allocated to one of the four reportable segments but are rather included with the unallocated items as part of the Interest Receivable/(Payable).

In addition, several costs, assets, and liabilities which are not directly attributable to the business of any operating segment are not allocated to a segment but rather included within the below table under the unallocated items. This primarily applies to the following items which are not included in the tables hereunder:

  • Salaries pertaining to staff contributing to other cost centres;
  • Recurrent costs of maintenance agreements for software and hardware support, attributed to other cost centres;
  • Depreciation charge of fixed assets attributed to other cost centres;
  • Property and Equipment; and
  • · Other assets and liabilities which include tax liability, accruals and accrued income.

All revenues, investment property and equipment, intangible assets and right-of-use assets are attributed to Malta. The information in this note is based on internal management reports that are reviewed by the Group's Executive Committee.

Investment Liquidity Management Total Reportable
The Group Retail Commercial Services Jun-25 and Structured Loans Segments
Jun-25
€000
Jun-24
€000
Jun-25
€000
Jun-24
€000
Jun-25
€000
Jun-24
€000
€000 Jun-24
€000
Jun-25
€000
Jun-24
€000
Interest and similar
income from
external customers 27,642 25,170 17,578 17.485 15 - 12,860 11.505 58,095 54.160
Interest expense (16,771) (19,602) (1,286) (967) (3,815) (2,459) (2,177) (24,331) (22,746)
Intersegment
transactions 15,761 10,025 (7,312) (4,436) 6,490 (7,466) (5,589) 7,473
Net fee and
commission
income and other
income 812 731 2,424 2,221 2,333 2,336 (285) 196 5,284 5,484
Operating income
before net
impairments 27,444 16,324 11,404 14.303 5,023 2.336 2,650 3,935 46,521 36,898
Net impairment
(losses)/gains
(185) 15 (42) 356 (92) (664) (319) (293)
Net operating
income 27,259 16,339 11,362 14,659 5,023 2,336 2,558 3,271 46,202 36,605
Personnel
expenses (2,614) (2,298) (1,168) (1,019) (1,356) (1,257) (297) (266) (5,435) (4,840)
Other
administrative and
operating expenses (956) (1,512) (131) (14) (322) (341) (347) (266) (1,756) (2,133)
Operating
expenses (3,570) (3,810) (1,299) (1,033) (1,678) (1,598) (644) (532) (7,191) (6,973)
Net operating
profit before
associates' results 23,689 12,529 10,063 13,626 3,345 738 1,914 2,739 39,011 29,632
Share of results
from associates 391 ela 391 619
Profit before tax
as per segments 23,689 12,529 10,063 13,626 3,345 738 2,305 3,358 39,402 30,251
Less:
Unallocated items (30,259) (20,142)
Profit before tax
as per statements
of profit or loss
23,689 12,529 10,063 13,626 3,345 738 2,305 3,358 9,143 10,109
Retail Commercial Investment
Services
Liquidity Management
and Structured Loans
Total Reportable
Segments
The Group Jun-25 Dec-24 Jun-25 Dec-24 Jun-25 Dec-24 Jun-25 Dec-24 Jun-25 Dec-24
€000 €000 €000 €000 €000 €000 €000 €000 €000 €000
Total assets as
per segments
Add: Unallocated
2,242,648 2,120,135 929,282 892,879 1,044,517 1,041,237 4,216,447 4,054,251
items
Total assets as
per Statements of
Financial Position
106,352
4,322,799
106,901
4,161,152
Investment in
associates
14,215 16,204 14,215 16,204
Total liabilities as
per segments
Add: Unallocated
3,596,112 3,424,446 254,004 246,204 108,951 135,711 3,959,067 3,806,361
items 54,893 44,867
Total liabilities as
per Statements of
Financial Position
4,013,960 3,851,228
Jun-25
€000
Jun-24
€000
Profit before tax
As per reportable segments
39,402 30,251
Unallocated items:
Interest (payable)/receivable
Net fee and commission income and other income
Personnel expenses
Professional fees
Repairs and maintenance
Telecommunications
(5,607)
(155)
(10,872)
(2,764)
(3,827)
(251)
1,736
(139)
(9,698)
(726)
(2,829)
(253)
Other administrative expenses
Depreciation and amortisation
Impairment gains/(losses)
Write-offs
(3,671)
(2,978)
76
(210)
(3,721)
(2,760)
(1,734)
(18)
As per Statements of Profit or Loss 9,143 10,109
Jun-25 Dec-24
Total assets €000 €000
As per reportable segments
Unallocated items:
4,216,447 4,054,251
Investment properties
Property and equipment
13,227
49,429
13,227
49,730
Intangible assets 21,332 20,742
Right-of use assets
Current tax
3,850
3,916
4,185
5,700
Deferred tax assets
Other receivables
14,598 457
12,860
1 700 700 1 101 100

for the period ended 30 June 2025

10. OPERATING SEGMENTS (continued)

Jun-25
€000
Dec-24
€000
Total liabilities
As per reportable segments 3,959,067 3.806.361
Unallocated items:
Deferred tax liabilities 157
Lease liabilities 4.061 4.366
Other liabilities 26.773 18.068
Accruals 23,902 22.433
As per Statements of Financial Position 4,013,960 3,851,228

During the period under review, the Group has modified the approach for allocating certain items within the Profit or Loss. These changes are only reclassifications, and they are not material. In view of this, the comparative period has been reclassified to conform to the presentation of the current period's financial statements.

11. DIVIDENDS

During the period under review the Bank distributed a gross dividend of €9,923K (Jun-24: €8,454K); net dividend of €6,450K (Jun-24: €5,495K) to its shareholders.

Equity holders were given the option of a scrip dividend and share capital was accordingly increased by 1,246K shares (Jun-24: 1,294K). The shares were offered at an attribution price of €0.55 cents) and the Group's equity was accordingly increased by €709K (Jun-24: €712K), with €311K being the increase in share capital (Jun-24: €324K) and €398K being the increase in share premium (Jun-24: €388K).

The Bank paid the remaining amount of dividend in cash which amounted to €5,741K (Jun-24: €4,783K).

12. CAPITAL AND SHARE PREMIUM

The following tables show the movement on the share premium following the dividend distribution as scrip dividend and the vesting of 25% of tranche 1, 25% of tranche 3 of the share awards:

Share Capital Jun-25
€000
Dec-24
€000
Number of
shares
Jun-25
'ООО
Number of
shares
Dec-24
'OOO
Opening balance
Scrip dividend
Executive share incentive plan
Closing balance
94,902
311
181
95,394
94.451
324
127
94,902
379.606
1,246
723
381,575
377,804
1,294
508
379,606
Share Premium Jun-25
€000
Dec-24
€000
Opening balance
Scrip dividend
Executive share incentive plan
Share issuance transaction costs
Closing balance
52,467
398
249
53,114
51,907
388
207
(35)
52,467

13. SUBSEQUENT EVENTS

There were no subsequent events that would have otherwise required further disclosures in and/or adjustments to these Condensed Interim Financial Statement which occurred up to the date of their approval.

Deloitte.

Deloitte Audit Limited Deloitte Place Triq L-Intornjatur Central Business District CBD 3050 Malta

Tel: +356 2343 2000, 2134 5000 Fax: +356 2133 2606 [email protected] www.deloitte.com/mt

Company Ref No: C51312 VAT Reg No: MT2013 6121 Exemption number: EXO2155

Independent review report on condensed interim financial statements

to the members of Board of Directors of APS Bank P.L.C.

Introduction

We have reviewed the accompanying condensed interim financial statements of APS Bank P.L.C. (the "Bank') and the consolidated condensed interim financial statements of the Bank and its subsidiaries (together the "Group"), which comprise the interim statements of financial position as at 30 June 2025, and the related statements of profit or loss and other comprehensive income, statements of changes in equity and statements of cash flows for the six month period then ended and other explanatory notes. We have read the other information contained in the financial report and considered whether it contains any apparent misstatement or material inconsistencies with the information in the condensed set of interim financial statements.

Directors' responsibilities

The condensed interim financial report is the responsibility of, and has been approved by the directors and is released for publication in compliance with the requirement of Rule 5.75.4 of the Capital Market Rules. As disclosed in page 5, the condensed set of interim financial statements have been prepared in accordance with the recognition and measurement principles of IFRS Accounting Standards as issued by the International Accounting Standards Board (IASB) as adopted by the European Union and the presentation and disclosure requirements of IAS 34 Interim Financial Reporting.

Our responsibility

Our responsibility is to express to the Bank a conclusion on the condensed interim set of financial information based on our review.

Scope of review

We conducted our review in accordance with International Standard on Review Engagements 2410, 'Review of Interim Financial Information Performed by the Independent Auditor of the Entity'. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Deloitte Central Mediterranean S.r.l. is the territories of Italy, Greece and Malta of Deloitte NSE LLP, a UK linited libbility partnership and member firm of Deloite Touche Tohmatsu Limited by guarantee ("DTL"). DTTL and each of ts member firms are legally separate and independent entities. DTTL, Deloitte NSE LP and Deloite Central Mediterranean S.r.). do not provide services to dients. Please see www.deloite.com/about to learn more about our global network of member firms.

Deloitte Legal is an association of advocates warranted to provide legal services to provide legal services, in Malta, under the Delotte brand.

© 2025. For information, contact Deloitte Malta,

Deloitte Audit Limited is a limited liability company registered office at Deloitte Place, Trip I-Intorniatur, Central Business Distict, CBD 3050, Malta. Deloitte Audit Limited forms part of Deloitte Malta consists of (i) Deloitte, a civil partnership regulated in terms of the laws of Malta, constituted between limited liability companies, operating at Delotte Place, Trip I-ntornjatur, Zone 3, Central Business District, Birkinara CBD 3050, Malta and (i) the affiiated operating entiles: Delotte Advised (23487), Delotte Audit Limited (C51312), Delotte Corporate Services Limited (C103276), Deloitte Tax Services Limited (C50760), all limited libility companies registered in Malta with registered offices at Deloite Place, Triq I-htornjatur, Zone 3, Central Birkirkara CBD 3050, Malta. Deloitte Corporate Sevices Limited is authorised to act as a Company Service Provider by the Malta Financial Services Authorised to provide audit sevices in Mata in terms of the Accountancy Profession Act. Deloitte Malta is an affiliate of Delevranean Sr.l., a company limited by guarantee registered in Italy with registered number 09599600963 and its registered office at Via Santa Sofia no. 28, 20122, Milan, Italy, For further details, please visit www.deloitte.com/mt/about.

Deloitte.

Scope of review (continued)

As with the statutory audit of the Bank and the Group prepared in accordance with articles 179, 179A and 179B of the Companies Act (Cap.386), the scope of our review does not address the future viability of the Bank and the Group or the efficiency or effectiveness with which the directors have conducted or will conduct the affairs of the Bank and the Group. Decisions taken, or to be taken, by the management of the Bank and/or the Group may impact the financial position of the Bank and/or Group as may events occurring after the date of our review, including, but not limited to, events of force majeure.

As such, our review of the Bank's and the Group's historical condensed interim financial statements is not intended to facilitate or enable, nor is it suitable for, reliance by any person, in the creation of any projections or predictions, with respect to the future financial health and viability of the Group, and cannot therefore be utilised or relied upon for the purpose of decisions regarding investment in, or otherwise dealing with (including but not limited to the extension of credit), the Bank and/or the Group. Any decision-making in this respect should be formulated on the basis of a separate analysis, specifically intended to evaluate the prospects of the Bank and/or the Group and to identify any facts or circumstances that may be materially relevant thereto.

For the avoidance of doubt, any conclusions concerning the adequacy of the capital structure of the Bank, including the formulation of a view as to the manner in which financial risk is distributed between shareholders and/or creditors cannot be reached on the basis of the condensed interim financial statements alone and must necessarily be based on a broader analysis supported by additional information.

Conclusion

Based on our review, nothing has come to our attention that causes us to believe that the accompanying condensed interim financial information does not present fairly, in all material respects, in accordance with the recognition and measurements principles of International Financial Reporting Standards as adopted by the EU and the presentation and disclosure requirements of IAS 34 Interim Financial Reporting.

This review report was drawn up on 31 July 2025 and signed by:

Annabelle Zammit Pace as Director in the name and on behalf of Deloitte Audit Limited Registered auditor Central Business District, Malta

The Group The Bank
Jun-25
%
Jun-24
%
Jun-25
%
Jun-24
%
Return on average equity after tax 3.3 5.0 3.9 4.8
(ROAE)*
Net interest income and other
operating income to total assets* 1.9 20 1.9 2.0
Cost to operating income ratio 77.4 70.0 74.2 68.8
Growth in total assets / liabilities
Growth in gross loans and advances
3.9 3.0 3.9 3.0
to customers
Growth in amounts owed to
4.4 4.8 4.4 4.8
customers
Non-performing loans to total gross
4.9 5.1 4.9 5.1
loans and advances 1.4 1.9 1.4 1.9
Jun-25 Dec-24 Jun-25 Dec-24
% % % %
CET 1 Capital Ratio 15.0 14.6 15.0 14.6
Total Capital Ratio 20.6 20.1 20.6 20.1

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